“**Rent**”, for any Aircraft, has the meaning given to it in the relevant Lease;

“**Rent Date**” for any Aircraft, has the meaning given to it in the relevant Lease;

“**Scheduled Closing Date**” means for each Aircraft, the date which is the soonest practicable date
following execution of the Lease Novation for such Aircraft on which the sale of the Aircraft may
be accomplished in accordance with such Lease Novation and this Agreement;

“**Security Interest**” means any security interest, mortgage, charge, pledge, lien, encumbrance,
assignment, hypothecation, right of set-off or any other agreement or arrangement having the effect
of conferring security;

“**Seller Conditions Precedent**” means, for any Aircraft, the conditions specified in Part A of
Schedule 4;

“**State of Design**” has the meaning given to it in the relevant Lease;

“**State of Registration**” means for:




|  |  |  |
| --- | --- | --- |
| (a) |  | Aircraft No. 1 [\*]; |






|  |  |  |
| --- | --- | --- |
| (b) |  | Aircraft No. 2 [\*]; |




 



|  |  |  |
| --- | --- | --- |
|  |  |  |
| \* |  | Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request
for confidential treatment. |


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